ARSENAULT v. ONE CALL LOGISTICS LLC

UNITED STATES DISTRICT COURT

DISTRICT OF MAINE

RYAN ARSENAULT, )

)

Plaintiff, )

)

v. ) No. 2:24-cv-00022-JAW

)

ONE CALL LOGISTICS, LLC, )

)

Defendant. )

ORDER ON MOTION TO DISMISS

A purchaser of a tiny house sues a transportation broker for breach of contract,

negligence, and a violation of the Maine Unfair Trade Practices Act. The broker

moves the Court to dismiss the breach of contract claim for failure to state a claim

and the negligence and statutory claims because they are preempted by the Federal

Aviation Administration Authorization Act of 1994. The Court grants the motion as

to the breach of contract claim, grants the motion as to the Maine Unfair Trade

Practices Act, and denies in part and dismisses in part as to the common law

negligence claim.

I. PROCEDURAL BACKGROUND

On December 14, 2023, Ryan Arsenault filed a complaint against One Call

Logistics, LLC (One Call) in the Oxford County Superior Court in the state of Maine.

State Ct. R. and Aff. (ECF No. 2), Attach. 2, State Ct. Compl. (Compl.). In the

complaint, Mr. Arsenault brought three claims against One Call: breach of contract,

negligence, and a violation of the Maine Unfair Trade Practices Act. Id. at 1-4. Mr.

Arsenault attached the agreement he entered with One Call to his complaint. State

Ct. R. and Aff., Attach. 3, Customer Transp. Arrangement Contract (Contract). On

January 26, 2024, One Call filed a notice of removal from the Oxford County Superior

Court to this Court, the United States District Court for the District of Maine. Notice

of Removal (ECF No. 1).

On January 29, 2024, One Call moved to dismiss for failure to state a claim.

Def. One Call Logistics, LLC’s Mot. to Dismiss (ECF No. 4) (Def.’s Mot.). On February

20, 2024, Mr. Arsenault opposed the motion. Resp. in Opp’n (ECF No. 7) (Pl.’s Opp’n).

One Call replied on March 4, 2024. Def. One Call Logistics, LLC’s Reply in Support

of its Mot. to Dismiss (ECF No. 8) (Def.’s Reply).

II. BACKGROUND1

A. The Allegations in the Complaint

In the spring of 2023, Ryan Arsenault, a resident of Hanover, Maine,

purchased a custom-built Tiny House in Millheim, Pennsylvania. Compl. ¶¶ 1, 5.

The Tiny House needed to be transported from Pennsylvania to Maine. Id. ¶ 6. Mr.

Arsenault searched online for a transportation company able to provide that service

and found One Call’s website. Id. ¶ 7. He then discussed the Tiny House

transportation with One Call by telephone and email, and at all times One Call falsely

assured Mr. Arsenault that it and its drivers and carriers were fully licensed and

insured. Id. ¶ 8, 17. Unaware of the misrepresentation, Mr. Arsenault entered into

1 Consistent with the motion to dismiss standard, the Court relied on the complaint’s well-

pleaded facts. “[T]he court must distinguish ‘the complaint’s factual allegations (which must be

accepted as true) from its conclusory legal allegations (which need not be credited).’” García-Catalán

v. United States, 734 F.3d 100, 103 (1st Cir. 2013) (quoting Morales-Cruz v. Univ. of P.R., 676 F.3d

220, 224 (1st Cir. 2012)); see also Schatz v. Republican State Leadership Comm., 669 F.3d 50, 55

(stating that a court may “isolate and ignore statements in the complaint that simply offer legal labels

and conclusions or merely rehash cause-of-action elements”).

a Contract, dated May 26, 2023 and executed on June 5, 2023, with One Call for

transportation of his Tiny Home. Id. ¶ 9, 18.

Mr. Arsenault alleges One Call then subcontracted the actual transportation

of the Tiny House to Yaniel Transportation, LLC (“Yaniel”) of Tampa, Florida. Id. ¶

10. The Tiny House was picked up in Pennsylvania pursuant to the Contract. Id. ¶

11. On or about June 28, 2023, while being transported to Maine, the driver of the

transport vehicle lost control and struck the guardrail and another car, causing a

crash during which the trailer carrying the Tiny House overturned, totally destroying

the Tiny House. Id.

Mr. Arsenault made a claim for the loss of his Tiny House with One Call but

was informed that, contrary to One Call’s representations, the subcontracted carrier

had no insurance for the loss and the driver of the transport vehicle did not have a

commercial driver’s license. Id. ¶ 12. Mr. Arsenault has demanded payment for

damages he suffered, but One Call has refused. Id. ¶ 14, 15. Mr. Arsenault sent a

settlement demand letter with a 30-day deadline to One Call, but One Call refused

and neglected to reply to the demand. Id. ¶ 20.

B. The Legal Theories in the Complaint

Mr. Arsenault’s complaint consists of three counts: (1) Count One alleges that

One Call breached its contract with him, (2) Count Two alleges that One Call violated

the Maine Unfair Trade Practices Act, 5 M.R.S. §§ 205-A-214, and (3) Count Three

alleges that One Call was negligent, that One Call owed a duty of care to Mr.

Arsenault in transporting his Tiny Home, that One Call breached the duty of good

faith and fair dealing that it owed Mr. Arsenault in transporting his Tiny Home, and

that One Call breached its duty by hiring an unqualified vendor. Id. ¶¶ 5-29.

III. THE PARTIES’ POSITIONS

A. One Call’s Motion to Dismiss

One Call contends that Count I, the breach of contract claim, “should be

dismissed” because “when accepting the terms of the contract as true, it can be

ascertained that One Call cannot be held liable for breach of the contract’s terms.”

Def.’s Mot. at 1. One Call argues that Counts II and III, claims for violation of the

Maine Unfair Trade Practices Act and common-law negligence, “should also be

dismissed because those counts are preempted by federal law.” Id.

1. Breach of Contract

One Call represents that “[d]espite Plaintiff’s assertions that One Call had a

contractual obligation to provide licensed and insured transportation for his Tiny

House, those obligations are nowhere to be found in the contract.” Id. at 2-3. One

Call maintains that “the terms ‘licensed’ and ‘insured’ do not appear in the contract.”

Id. at 3. One Call then cites to other Contract provisions that it contends “expressly

disclaimed One Call’s liability under the circumstances alleged in the complaint.” Id.

One Call advances that “[t]here is no … mutual assent in the parties’ contract” that

licensed and insured transportation was part of the bargain. Id. at 4.

2. Preemption: Maine Unfair Trade Practices Act

After outlining the general principles of federal preemption, id. at 4-5, One Call

avers that the Federal Aviation Administration Authorization Act of 1994 (FAAAA)

“established that state regulation of the trucking industry, including freight

forwarders and brokers is preempted.” Id. at 5 (citing 49 U.S.C. § 14501(c)(1); and

discussing Rowe v. N.H. Motor Transp. Ass’n, 552 U.S. 364 (2008)).

One Call says “[i]t is undisputed that [it] is a transportation broker and acted

only as a transportation broker for Plaintiff.” Id. at 7 (citing Compl. ¶ 9; Contract).

One Call points out that federal statute preempts state regulations that have “the

force and effect of law related to a price, route, or service of any motor carrier . . . or

any motor private carrier, broker, or freight forwarder with respect to the

transportation of property.” Id. (quoting 49 U.S.C. § 14501(c)(1)) (emphasis in Def.’s

Mot.).

One Call says Mr. Arsenault’s “allegations go directly to the services rendered

by a transportation broker and seek to dictate the way One Call, as a broker, selects

a motor carrier, and imposing liability under Maine’s Unfair Trade Practices Act has

the potential to affect the services of One Call.” Id. at 7. “Thus, Maine’s Unfair Trade

Practices Act meets the ‘related to’ test, and in this case, it concerns the

transportation of property, as Plaintiff seeks to recover damages from alleged

representations regarding the licensure and insurance status of the motor carrier.”

Id. at 7-8. Taken together, One Call contends Mr. Arsenault’s “state law claim for

violation of Maine’s Unfair Trade Practices Act, due to its direct relation to the

services provide by One Call as a broker and involving the transportation of Plaintiff’s

property, is expressly preempted.” Id. at 8.

3. Preemption: Negligence

Preliminarily, One Call reiterates that it “is a transportation broker per the

express language in the agreement between it and Plaintiff as well as the definition

set forth at 49 U.S.C. § 13102(2).” Id. One Call submits that “[l]ike the Unfair Trade

Practices claim, Plaintiff’s negligence claim is not one under which Congress has

carved out an exception to 49 U.S.C. § 14501(c)(1)’s applicability.” Id. (citing 49

U.S.C. § 14501(c)(2)(A)-(C)).

One Call takes issue with Mr. Arsenault’s charge of negligence in the

transportation of the goods via its “agent”; it is One Call’s position that it “acted solely

as the broker arranging transportation of the goods.” Id. (citing Contract). One Call

then represents that “[s]everal Courts throughout the United States have held that

negligence claims against brokers for damage to goods in transit are preempted by 49

U.S.C. § 14501(c)(1).” Id. at 9 (citing Ameriswiss Tech., LLC v. Midway Line of Ill.,

Inc., 888 F. Supp. 2d 197 (D.N.H. 2012) (collecting cases)). Finally, One Call

analogizes the present case to a Northern District of Texas decision, id. at 9-10

(discussing Chatelaine, Inc. v. Twin Modal, Inc., 737 F. Supp. 2d 638 (N.D. Tex.

2010)), to conclude that Mr. Arsenault’s “state-law negligence claim, due to its direct

attempt to regulate the services provided by One Call as a broker and involving the

transportation of the property, is expressly preempted by 49 U.S.C. § 14501(c)(1).”

Id. at 10.

B. Ryan Arsenault’s Opposition

Mr. Arsenault asks the Court to “deny Defendant’s motion,” Pl.’s Opp’n at 1,

because One Call’s arguments “lack merit.” Id. at 2.

1. Breach of Contract

Mr. Arsenault points the Court to One Call’s website, on which he alleges One

Call advertises the following terms: “We pledge to meet all the requirements for

transportation services in Maine. Rest assured, all our drivers are licensed, insured

and knowledgeable.” Id. Mr. Arsenault looks to the Uniform Commercial Code (UCC)

for the principle that unless a court finds the writing in an agreement to have been

intended to be a complete and exclusive statement of the agreement’s terms,

“extrinsic evidence may be used to explain or supplement the writing, in the form of

course of dealing, trade usage, and ‘by evidence of consistent additional terms.’” Id.

(quoting Allpattah Servs., Inc. v. Exxon Corp., 61 F. Supp. 2d 1308, 1314 (S.D. Fla.

1999)). Given this background, Mr. Arsenault contends that “Defendant’s approach

fails to acknowledge the potential for extrinsic evidence to explain, supplement, or

indeed, reveal consistent additional terms of the agreement.” Id. at 3. Therefore, Mr.

Arsenault says, “Defendant’s argument that the absence of specific contract terms

should defeat Plaintiff’s claims as a matter of law is premature.” Id. at 4.

2. Preemption

Mr. Arsenault concedes the “Motor Carrier Act, 49 U.S.C. § 1450(c)(1),

preempts state law claims ‘related to a price, route, or service of any motor carrier . .

. or any motor private carrier, broker, or freight forwarder.’” Id. at 4 (quoting

Complete Coach Works v. Landstar Ranger, Inc., No. CV 10-1383-DSF (OPX), 2011

U.S. Dist. LEXIS 156417, at *2 (C.D. Cal. Apr. 13, 2011)). But he counters that

despite courts’ broad interpretations of the phrase “related to,” “the term ‘service’ is

defined relatively narrowly.” Id. (quoting Complete Coach Works, 2011 U.S. Dist.

LEXIS 156417, at *3). So narrowly, Mr. Arsenault insists, that “[n]egligence claims,

which operate to impose a general duty of care on market participants across

industries, are sufficiently attenuated from the regulation of prices, routes, or

services in the transportation industry to avoid preemption.” Id. at 4-5 (citing

Covenant Imaging, LLC v. Viking Rigging & Logistics, LLC, No. 3:20-CV-00593

(KAD), 2021 U.S. Dist. LEXIS 49000, at *19 (D. Conn. Mar. 16, 2021)). Mr. Arsenault

argues that his “grievances concern primarily the quality and reliability of the service

promised and paid for, not the aspects of service regulation that the Motor Carrier

Act chiefly aims to deregulate to foster competition.” Id. at 5. Therefore, he

maintains, “these claims are properly within the purview of state law and should not

be dismissed on the grounds of preemption by the Motor Carrier Act.” Id. at 6.

Mr. Arsenault also analogizes this case to Ted’s of Fayville, Inc. v. Koffi, 452 F.

Supp. 3d 1 (D. Mass. 2020) and argues that preemption only applies if the law at issue

“also concerns a motor carrier’s transportation of property.” Id. (quoting Ted’s of

Fayville, 452 F. Supp. 3d at 4). As “the violation of the Maine Unfair Trade Practices

Act occurred prior to the transportation,” Mr. Arsenault contends it “is not centered

around the actual transportation of the tiny home, but rather whether the

advertisements and representations . . . were deceptive and unfair trade practices.”

Id. at 7.

C. One Call’s Reply

1. Breach of Contract

One Call reiterates that the contract is unambiguous and cannot be altered by

extrinsic evidence. Def.’s Reply at 1. One Call says, “there is no language addressing

the requirement that any transportation arranged by One Call must be licensed and

insured.” Id. It adds that Mr. Arsenault’s complaint alleges the representation that

One Call would be licensed and insured was made in verbal and email

communications, id., without so much as alleging those representations “formed part

of the contract.” Id. at 2. One Call asserts that “although there is no integration

clause, all the essential terms are set forth in Exhibit A [the contract], and there is

no facial ambiguity. Thus, the parole evidence rule applies.” Id. Moreover, One Call

says that “Plaintiff’s citations to provisions of the Uniform Commercial Code are

inapposite with respect to extrinsic evidence, for this was unquestionably an

agreement for services . . . and not a transaction in goods.” Id. at 3 (citing Lincoln

Pulp & Paper Co., Inc. v. Dravo Corp., 436 F. Supp. 262, 275 (D. Me. 1977)).

Therefore, One Call believes that Mr. Arsenault’s breach of contract claim should be

dismissed because it “is predicated solely on a requirement missing from the

contract.” Id.

2. Preemption

One Call rejoins that “[t]he cases cited by Plaintiff in support of its position . .

. are not in line with the interpretation of FAAAA preemption by the First Circuit,

and Plaintiff’s claims do impact the services offered by One Call as a broker.” Id.

Regarding Complete Coach Works, One Call contends “the facts of Works are

distinguishable from the present case.” Id. at 4. For support, One Call points out

that “in addition to alleging that One Call was negligent via the transportation of the

Tiny Home, Plaintiff alleges that One Call was negligent in failing to be insured

against its loss of Plaintiff’s Tiny Home.” Id. (citing Compl. ¶ 28). One Call says that

the allegations about the transportation “go directly to the services offered by One

Call (i.e.[,] its selection of carriers), and the allegations regarding lack of insurance

go directly to the services offered by One Call as a broker (i.e.[,] whether it elects to

carry insurance).” Id. at 4. By One Call’s estimation, “the broad approach taken by

the First Circuit would provide that these allegations of negligence have an impact,

even if only indirectly, on the services offered by One Call.” Id.

One Call then contends that Covenant Imaging, another case Mr. Arsenault

relied on, is inapposite. Id. One Call notes that the Covenant Imaging Court took “a

narrower approach to preemption, acknowledging that other courts have taken a

broader approach yet stating the court had no direction from the Second Circuit on

the specific issue.” Id. (citing Covenant Imaging, 2021 U.S. Dist. LEXIS 49000, at *5-

6). One Call says this is irrelevant, however, because “this Court must look to First

Circuit precedent concerning preemption” and “the First Circuit in Massachusetts

Delivery Association v. Healey, 821 F. 3d 187 (1st Cir. 2016), has adopted a broad view

of preemption.” Id. One Call then adds that “[o]ther district courts within the First

Circuit have adopted this same broad view and have preempted negligence causes of

actions against brokers arising from damage to the Plaintiff’s property during

transport.” Id. at 5 (citing Ameriswiss, 888 F. Supp. 2d 197).

Finally, One Call argues Ted’s of Fayville is distinguishable because it “dealt

with storage fees” while “the present claims deal with the insurance representations

by One Call as they relate to its carriers.” Id. As a result, One Call says, the present

“claims relate to services provided by One Call, as they involve the representations

by One Call as to the insurance status of its carriers[, which] . . . . impacts the way in

which brokers investigate and select transportation carriers.” Id. Finally, One Call

cites Fahrenbach for the proposition that the “related to” test is “an intentionally

expansive one . . . the FAAAA has broad preemptive effect and generally warrants

the dismissal of tort claims based on state law.” Id. (quoting Fahrenbach v. Green

Planet Movers, 682 F. Supp. 3d 109, 112 (D. Mass. 2023)).

IV. LEGAL STANDARD

Federal Rule of Civil Procedure 12(b)(6) requires dismissal of a complaint that

“fail[s] to state a claim upon which relief can be granted.” FED. R. CIV. P. 12(b)(6). To

state a claim, a complaint must contain, among other things, “a short and plain

statement of the claim showing that the pleader is entitled to relief.” FED. R. CIV. P.

8(a)(2). In other words, a complaint must contain “sufficient factual matter, accepted

as true, to ‘state a claim to relief that is plausible on its face.’” Ashcroft v. Iqbal, 556

U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)).

A claim is facially plausible when “the plaintiff pleads factual content that allows the

court to draw the reasonable inference that the defendant is liable for the misconduct

alleged.” Id. (citing Twombly, 550 U.S. at 556). Plausible means “‘something more

than merely possible’ or ‘merely consistent with a defendant’s liability.’”

Germanowski v. Harris, 854 F.3d 68, 71-72 (1st Cir. 2017) (internal citation omitted)

(quoting Schatz v. Republican State Leadership Comm., 669 F.3d 50, 55 (1st Cir.

2012)); Ocasio-Hernández v. Fortuño-Burset, 640 F.3d 1, 11 (1st Cir. 2011)). This is

a “‘context-specific’ job that compels [judges] ‘to draw on’ [their] ‘judicial experience

and common sense.’” Schatz, 669 F.3d at 55 (quoting Iqbal, 556 U.S. at 679).

Reviewing for failure to state a claim is a “two-step analysis.” Cardigan

Mountain Sch. v. N.H. Ins. Co., 787 F.3d 82, 84 (1st Cir. 2015). “First, the court must

distinguish ‘the complaint’s factual allegations (which must be accepted as true) from

its conclusory legal allegations (which need not be credited).’” García-Catalán v.

United States, 734 F.3d 100, 103 (1st Cir. 2013) (quoting Morales-Cruz v. Univ. of

P.R., 676 F.3d 220, 224 (1st Cir. 2012)); see also Schatz, 669 F.3d at 55 (stating that

a court may “isolate and ignore statements in the complaint that simply offer legal

labels and conclusions or merely rehash cause-of-action elements”). “Second, the

court must determine whether the factual allegations are sufficient to support ‘the

reasonable inference that the defendant is liable for the misconduct alleged.’” García-

Catalán, 734 F.3d at 103 (quoting Haley v. City of Boston, 657 F.3d 39, 46 (1st Cir.

2011)).

V. DISCUSSION

The Court begins by addressing a couple of preliminary issues.

First, a note on the scope of the record. “Ordinarily, a court ruling on a motion

to dismiss may only consider whether the factual allegations within the four corners

of the plaintiff’s complaint state a plausible claim for relief.” James D. Julia, Inc. v.

Dan Murphy Auctions, LLC, No. 1:21-cv-00025-JAW, 2021 U.S. Dist. LEXIS 115124,

at *21 (D. Me. June 21, 2021) (citing Doe v. Pawtucket Sch. Dep’t, 969 F.3d 1, 8 (1st

Cir. 2020)). That said, “when, as now, a complaint’s factual allegations are expressly

linked to—and admittedly dependent upon—a document (the authenticity of which

is not challenged), that document effectively merges into the pleadings and the trial

court can review it in deciding a motion to dismiss under Rule 12(b)(6).” Id. at 21-22

(quoting Beddall v. State St. Bank & Tr. Co., 137 F.3d 12, 17 (1st Cir. 1998)). As the

breach of contract claim turns on the terms of the contract between the parties, the

Court considers the contract attached by Mr. Arsenault, which he admits is authentic

and One Call does not challenge. See Def.’s Mot. at 2 (“The Court must assume, at

this procedural stage, that the terms of the contract between the parties are those set

forth in Exhibit A to the complaint as Plaintiff alleges”).

Second, the Court notes that it is sitting in diversity jurisdiction. See 28 U.S.C.

§ 1332. The complaint states that Mr. Arsenault is a Maine resident, that One Call

is a corporate person with a principal place of business in Florida, with a sole member

who resides in Florida, that the transporting company, Yaniel, is also a Florida

corporation, and that Yaniel picked up the Tiny House in Pennsylvania. Compl. ¶¶

1, 2, 10, 11. These limited facts present a choice of law issue that the parties do not

address comprehensively.2

A federal court sitting in diversity jurisdiction must apply the choice-of-law

rules of the state in which it sits. Klaxon Co. v. Stentor Elec. Mfg. Co., Inc., 313 U.S.

487, 496 (1941). The District of Maine sits in the state of Maine, so the Court must

apply Maine’s choice-of-law rules. Maine has adopted the Restatement (Second)

Conflict of Laws’ most significant contacts and relationships approach, Zelman v.

Zelman, 2020 ME 138, ¶ 16, 242 A.3d 1111, 1115 n.6, in both tort actions and contract

disputes. See, e.g., Flaherty v. Allstate Ins. Co., 2003 ME 72, ¶ 16, 822 A.2d 1159 (for

2 In its Motion to Dismiss, One Call noted “[t]here may be a question as to what state’s contract

law applies in this case, but fundamental principle ought not to vary among jurisdictions.” Def.’s

Motion at 3 n.2. In its reply, One Call states that the Contract “does not contain a choice of law

provision.” Def.’s Reply at 2 n.1. By its estimation, given that “Plaintiff is a resident of Maine and

that the Tiny House was being delivered to Maine, Maine law likely applies.” Id.

tort actions); State Farm Mut. Auto. Ins. Co. v. Koshy, 2010 ME 44, ¶¶ 46-50, 995

A.3d 651 (for contract disputes). Instead of applying this approach with limited

factual development and legal analysis presented by the parties, the Court has

accepted the parties’ assumption that Maine law applies. To the extent that, if raised,

the substantive law of another state should be applied and the result would be

different, the parties have waived that issue for purposes of the pending motion. See

Rocafort v. IBM Corp., 334 F.3d 115, 121 (1st Cir. 2003) (applying doctrine of waiver

to claims seeking the application of a foreign state’s laws); Ortiz v. Gaston Cnty.

Dyeing Mach. Co., 277 F.3d 594, 597 (1st Cir. 2022) (waiving a choice-of-law argument

brought first during post-judgment motions).

With that preface, the Court turns to the merits of the motion.

A. Breach of Contract

“Under Maine law, to recover under a breach of contract claim, a plaintiff must

establish ‘(1) breach of a material contract term; (2) causation; and (3) damages.’”

Tate & Lyle Ingredients Ams., Inc. v. Transp. Distrib., LLC, 746 F. Supp. 2d 189, 196

(D. Me. 2010) (quoting BlueTarp Fin., Inc. v. E. Materials Corp., Civil No. 08-324-P-

S, 2009 U.S. Dist. LEXIS 66672, at *57 (D. Me. July 24, 2009); accord Tobin v. Barter,

2014 ME 51, ¶10, 89 A.3d 1088.

Specifically at issue here is whether One Call breached its Contract with Mr.

Arsenault “to provide fully insured and licensed transportation for his family’s tiny

house from Pennsylvania to Andover, Maine in June of 2023.” Pl.’s Opp’n at 1.

One Call counters that “those obligations are nowhere to be found in the

contract.” Def.’s Mot. at 2-3. Instead, One Call claims “[t]he contract expressly

disclaimed One Call’s liability under the circumstances alleged.” Id. at 3.

Mr. Arsenault retorts that One Call’s “approach fails to acknowledge the

potential for extrinsic evidence to explain, supplement, or indeed, reveal consistent

additional terms of the agreement.” Pl.’s Opp’n at 3. Here, Mr. Arsenault seeks to

introduce extrinsic evidence of the fact that, in verbal and email communications, he

was assured the transporter would be fully insured and licensed. Therefore, Mr.

Arsenault says, “Defendant’s argument that the absence of specific contract terms

should defeat Plaintiff’s claims as a matter of law is premature.” Id. at 4.

One Call rejoins that “[a]lthough there is no integration clause, all the

essential terms are set forth in Exhibit A [the contract], and there is no facial

ambiguity. Thus, the parole evidence rule applies,” such that no extrinsic evidence

may be considered in determining the specific terms of the contract. Def.’s Reply at

2.

In short, One Call believes that Mr. Arsenault’s breach of contract claim should

be dismissed because it “is predicated solely on a requirement missing from the

contract.” Id. at 3. The Court, thus, begins its analysis with the Contract’s text.

1. The Customer Transportation Arrangement Contract

Mr. Arsenault entered into a Customer Transportation Arrangement Contract

with One Call drafted on May 26, 2023. Contract. The Contract states:

One Call Logistics, LLC agrees to the arrangement of transportation

services (brokerage) for the above unit/units. This contract is a legally

binding agreement between One Call Logistics, LLC and Ryan

Arsenault. Please confirm the signature on the last page of this

document after reviewing ALL terms and conditions. If you have any

questions, please call or email us directly.

Id. at 1. The “unit” is also specified in the contract, a “Custom Tiny House Bumper

Pull” to be picked up during the third week of June in Millheim, Pennsylvania and

delivered to Andover, Maine in exchange for $3,500. Id. The Contract, after

discussing surcharges for paying with a credit card, states:

By signing this contract, you agree to pay the amount above for the

arrangement of transportation services that One Call Logistics, LLC

will be arranging. You agree that One Call Logistics, LLC does not

assume the liability of a motor carrier, as it is not such. By signing this

contract, you understand that One Call Logistics LLC is a property

goods broker and is solely responsible for arranging the transportation

of your property goods by a property goods motor carrier within our

network. One Call Logistics, LLC shall not be held liable for loss or

damage (including loss of use) of above listed item(s) if item(s) fail to be

delivered by the carrier assigned to transport the item(s). Failure of

delivery includes events incurred by thefts, acts of nature, and/or

negligence by the assigned motor carrier.

. . .

One Call Logistics, LLC is NOT responsible for ANY damage to the

inside or outside of any unit(s), of any type, including total loss. If your

unit is being picked up from a manufacturer, it is their responsibility to

make sure everything is secure. By signing this agreement, you fully

understand that One Call Logistics, LLC (a transportation broker) is not

responsible for any damage to the inside or outside of any unit during

transport.

Id. (emphasis in original). Finally, the last paragraph of the Contract states:

You agree not to dispute these charges with your financial institution,

and you understand that One Call Logistics, LLC is a property goods

broker and is solely responsible for arranging the transportation of your

property goods by a property goods motor carrier within our network.

You agree that One Call Logistics, LLC shall not be held liable for any

damage(s) or loss incurred during transport by a motor carrier

arranged/assigned by One Call Logistics, LLC.

Id. at 3. The Contract then includes what appears to be Mr. Arsenault’s signature

above his name and a date of signing, June 5, 2022.3 Id.

2. Whether the Contract is Ambiguous

“The interpretation of an unambiguous writing must be determined from the

plain meaning of the language used and from the four corners of the instrument

without resort to extrinsic evidence.” Keep v. Indorf, 2024 ME 14, ¶ 22, 314 A.3d 141

(quoting Portland Valve, Inc. v. Rockwood Sys. Corp., 460 A.2d 1383, 1387 (Me.

1983)). That said, “when the contract language is ambiguous and the ambiguity does

not disappear when examined in the context of other provisions in the instrument, it

is proper for the factfinder to entertain extrinsic evidence casting light upon the

intention of the parties with respect to the meaning of the unclear language.” Id.

(quoting T-M Oil Co., Inc. v. Pasquale, 388 A.2d 82, 85 (Me. 1978)).

In his own words, Mr. Arsenault sued One Call “for breach of its contract with

him to provide fully insured and licensed transportation for his family’s tiny house

from Pennsylvania to Andover, Maine in June of 2023.” Pl.’s Opp’n at 1. However, a

review of the Contract does not show that Mr. Arsenault and One Call entered a

contract to that effect. Instead, the Contract repeatedly states that One Call is merely

acting as a broker. See Contract at 1, 3.

3 The Contract also includes other provisions not relevant to the Court’s analysis of the present

motion. For example, the Contract includes a section called “Breach, Damages, & Non-Payment,”

which states that “[i]n the event of a breach by the customer and a lawsuit need be filed, the venue for

the lawsuit will be in Volusia County, Florida. In the event of any dispute or claim, the prevailing

company is liable for attorney fees.” Contract at 2 (emphasis in original). The Contract then has a

force majeure clause, id. at 2-3, a cancellation and refund policy, and an authorization to charge Mr.

Arsenault’s credit card. Id. at 3.

On the first page, the Contract states that “One Call Logistics, LLC agrees to

the arrangement of transportation services (brokerage) for the above unit/units.”

Contract at 1 (emphasis supplied). While the phrase “arrangement of transportation

services” could possibly be misread to mean that One Call would be the transporter,

the parenthetical term of brokerage precludes any confusion on the nature of services

provided.

A brokerage “is the business or office of a broker” or a “broker’s fee.” Brokerage,

BLACK’S LAW DICTIONARY (12th ed. 2024). A broker, in turn, is one “engaged for

another . . . to negotiate contracts relating to property in which he or she has no

custodial or proprietary interest” or “[a]n agent who acts as an intermediary or

negotiator, especially between prospective buyers and sellers; a person employed to

make bargains and contracts between other persons in matter of trade, commerce, or

navigation.” Broker, BLACK’S LAW DICTIONARY (12th ed. 2024).

One Call arranged a transportation service for Mr. Arsenault’s property, his

Tiny House; it did so as an intermediary without any custodial or proprietary interest.

These facts align with the terms of the Contract. On the face of the Contract, it is

clear that One Call held itself out to be a broker that performed a brokerage service.

Other Contract terms support this conclusion. For example, later on the first

page, the Contract states:

You agree that One Call Logistics, LLC does not assume the liability of

a motor carrier, as it is not such. By signing this contract, you

understand that One Call Logistics LLC is a property goods broker and

is solely responsible for arranging the transportation of your property

goods by a property goods motor carrier within our network.

Id. (emphasis supplied). A motor carrier is an entity that “provid[es] motor vehicle

transportation.” 49 U.S.C. § 13102(14). By signing the Contract, Mr. Arsenault

represented his understanding and agreement that One Call was not the transporter.

The following sentence then reiterates that One Call “is a property goods broker and

solely responsible for arranging the transportation . . . by a property goods motor

carrier.” Contract at 1 (emphasis supplied). This disclaimer is found again on the

third page of the Contract. Id. at 3 (“[Y]ou understand that One Call Logistics, LLC

is a property goods broker and is solely responsible for arranging the transportation

of your property goods by a property goods motor carrier within our network”).

The plain meaning of the terms used in the Contract make it clear that One

Call contracted to be a broker, not motor carrier, for Mr. Arsenault. Thus, it is

unnecessary for the Court to “resort to extrinsic evidence” on this issue. Keep, 2024

ME 14, ¶ 22, 314 A.3d 141.

That does not end the Court’s inquiry, however, as One Call could still have

breached their obligations as a broker under the Contract. Mr. Arsenault’s claim,

then, becomes that One Call, as a broker, failed to contract with a fully insured and

licensed motor carrier to transport Mr. Arsenault’s property. The Court turns back

to the Contract to see if this contract term is stated unambiguously.

On its face, the Contract’s express terms do not show that having fully insured

and licensed transportation was part of the agreed-upon bargain. The Contract does

not reference insurance or being insured. See Contract at 1-3. It likewise does not

include any references to licenses or licensure. See id. Given this lack of ambiguity,

the Court now turns to One Call’s position that while “there is no integration clause,

all the essential terms are set forth in Exhibit A [the contract], and there is no facial

ambiguity. Thus, the parol evidence rule applies.” Def.’s Reply at 2.

3. Parole Evidence Rule and Extrinsic Evidence

“The parol evidence rule ‘operates to exclude from judicial consideration

extrinsic evidence offered to vary, add to, or contradict the terms of an integrated

written agreement.’” Brown Dev. Corp. v. Hemond, 2008 ME 146, ¶ 13, 956 A.2d 104

(quoting Clarke v. DiPietro, 525 A.2d 623, 625 (Me. 1987)). Whether the parol

evidence rule applies “is contingent on an initial finding that the contract at issue is

integrated.” Id.

“A contract may be completely or partially integrated, and the degree of

integration will impact the scope of permissible extrinsic evidence.” Id. (citations

omitted). “Whether or not a contract is integrated is a question of law.” Id. “If a

contract is integrated, evidence offered to alter unambiguous language will be

excluded by the rule. Where the agreement is partially integrated, extrinsic evidence

will be admissible if the additional terms are consistent with the written terms.” Id.

¶ 14 (citations omitted).

This rule extends to evidence of oral conditions. Id. ¶ 15. “Where the parties

to a written agreement agree orally that performance of the agreement is subject to

the occurrence of a stated condition, the agreement is not integrated with respect to

the oral condition.” Id. (citing Paine v. Paine, 458 A.3d 420, 421 (Me. 1983) (quoting

Restatement (Second) of Contracts § 217). “Consideration of oral conditions is not

barred by the parol evidence rule unless they ‘in a real sense contradict’ or are

‘repugnant to the conditions or terms’ of the written contract.” Id. (quoting Rogers v.

Jackson, 2002 ME 140, ¶ 11, 804 A.3d 379).

Here, the Contract does not include an integration clause, which would have

been a clear signal of the parties’ intentions to have the written contract represent

the entirety of their bargain. See Portland Valve, 460 A.3d 1383 at n.5 (“Where . . .

in the final written contract the parties have expressly agreed that the contract fully

integrates their understandings, the contract must be construed independently of

extrinsic evidence”). However, the Court could still find that the Contract is fully

integrated if the written agreement appears comprehensive and final, thereby

limiting the relevance of any oral agreements. See Steinke v. Sungard Fin. Sys., Inc.,

121 F.3d 763, 770 (1st Cir. 1997) (“In determining whether an agreement is

integrated, a court must compare both the alleged oral and written agreements and

must determine whether the parties, situated as were the ones to the contract, would

naturally and normally include the one in the other if it were made” (internal

quotation marks omitted)); General Elec. Capital Corp. v. Ford Motor Credit Co., 1992

U.S. Dist. LEXIS 19715, at*10 (D. Me. 1992) (“An ‘integrated’ writing is one that

contains the final and complete expression of the parties with respect to any term of

their agreement”).

The Contract states that One Call will arrange the transportation “by a

property goods motor carrier within [their] network.” Contract at 1, 3. The Contract

does not define what their “network” is or who those motor carriers are. However,

the Court does not need to wade into the issue of this term’s potential ambiguity

because Mr. Arsenault is not alleging that One Call breached the parties’ Contract

by hiring an out-of-network motor carrier. Instead, the complaint asserts that One

Call breached the Contract through its “failure to provide licensed and insured

transportation.” Compl. ¶ 13. The Court therefore concludes that whatever intrinsic

ambiguity may exist within the Contract, it is fully integrated as to the gravamen of

Mr. Arsenault’s precise claim. Some inherent ambiguity flows from the use of all

language from word choices alone, but this is not sufficient to resort to outside

evidence of intention for an otherwise complete and comprehensive contract.

Even if the Court were to accept Mr. Arsenault’s ambiguity argument, the

Court finds the result to be the same. “Once ambiguity is found then extrinsic

evidence may be admitted and considered to show the intention of the parties.”

Portland Valve, 460 A.3d at 1388 n.5 (citing Palmer v. Nissen, 256 F. Supp. 497, 503

(D. Me. 1966); and Pasquale, 388 A.2d at 85). However, Maine law provides that

extrinsic evidence of additional terms must be “consistent with the written terms.”

Hemond, 2008 ME 146, ¶ 14 (citations omitted). Extrinsic evidence of additional oral

conditions are “not barred by the parol evidence rule unless they ‘in a real sense

contradict’ or are ‘repugnant to the conditions or terms’ of the written contract.” Id.

¶ 15 (quoting Rogers, 2002 ME 140, ¶ 11).

Here, the extrinsic evidence Mr. Arsenault supplies relates only to

“transportation services in Maine.” Pl.’s Opp’n at 2 (emphasis supplied). Mr.

Arsenault says One Call falsely assured him by telephone and email that it and its

drivers and carriers were fully licensed and insured. Compl. ¶¶ 8, 17. Mr. Arsenault

next directs the Court to One Call’s website, where One Call advertises the following

terms: “We pledge to meet all the requirements for transportation services in Maine.

Rest assured, all our drivers are licensed, insured and knowledgeable …. Our expert

drivers understand how to handle the Maine terrain and abide by all laws regarding

hauling larger items.” Pl.’s Opp’n at 2. One Call’s representation—“Rest assured, all

our drivers are licensed, insured and knowledgeable”—confirms that One Call is

making representations about contracts for transportation services in Maine

involving its drivers. But the contract here did not concern transportation services

by One Call in Maine with One Call’s drivers. It involved One Call’s brokerage

services, did not call for One Call’s drivers to transport the Tiny House, and did not

involve transportation services exclusively in Maine. Thus, even if the Court were to

stretch the language of the Contract to find ambiguity, the parol evidence Mr.

Arsenault proffers could not be considered pursuant to the parol evidence rule

because it conflicts with the essential terms of the agreement and is repugnant to the

agreement itself. See Rogers, 2002 ME 140, ¶ 11.

The Court concludes (1) that Mr. Arsenault has not stated a cognizable breach

of contract claim against One Call because the complaint does not contain allegations

that constitute a breach of the written contract, (2) that the written contract is not

ambiguous as to the gravamen of his complaint, (3) that where the contract is fully

integrated and comprehensive, parol evidence should not be resorted to for the

purpose of divining the parties’ intentions, and (4) that the parol evidence offered by

Mr. Arsenault contradicts the express terms of the fully integrated contract and is

thus barred under the parol evidence rule.

B. Preemption

The FAAAA preempts any state law, regulation, or other provision “related to

a price, route, or service of any motor carrier . . . or any motor private carrier, broker,

or freight forwarder with respect to the transportation of property.” 49 U.S.C. §

14501(c)(1); see also Am. Trucking Ass’ns, Inc. v. City of L.A., 569 U.S. 641, 648-49

(2013) (same).

The U.S. Circuit Court of Appeals for the First Circuit has stated that:

The Supreme Court has identified the dual objectives that account for

this broad reach: to “ensure that the States would not undo federal

deregulation with regulation of their own,” Rowe [v. N.H. Motor Transp.

Ass’n, 552 U.S. 364, 368 (2008)] (quoting Morales [v. Trans World

Airlines, Inc., 504 U.S. 374, 378 (1992)]; and to avoid “a patchwork of

state service-determining laws, rules, and regulations,” id. at 373[]. In

this manner, Congress sought to “help[ ] ensure transportation rates,

routes, and services that reflect ‘maximum reliance on competitive

market forces,’ thereby stimulating ‘efficiency, innovation, and low

prices,’ as well as ‘variety’ and ‘quality.’” Id. at 371, [] (quoting Morales,

504 U.S. at 378 []).

Schwann v. FedEx Ground Package Sys., Inc., 813 F.3d 429, 436 (1st Cir. 2016).

“To trigger preemption under the FAAAA, a state law must ‘relate[] to a price,

route, or service’ of a motor carrier.” Mass. Delivery Ass’n v. Coakley, 769 F.3d 11, 17

(1st Cir. 2014) (quoting 49 U.S.C. § 14501(c)(1)). “The ‘related to’ test is purposefully

expansive.” Id. at 18. “Under this rubric, a state statute is preempted if it expressly

references, or has a significant impact on, carriers’ prices, routes, or services.” Id. at

17-18 (citing Morales, 504 U.S. at 388).

The Court of Appeals for the First Circuit wrote that “the Supreme Court

highlighted the breadth of the test when it held that a common law claim for breach

of an implied covenant ‘relates to’ airlines’ prices, routes, or services,” when it

concluded a frequent flyer program was connected to airline prices because the

mileage credits could be redeemed for tickets and upgrades and was connected to

services like access to flights and higher service categories. Id. (discussing Northwest,

Inc. v. Ginsberg, 572 U.S. 273, 284 (2014)). A “state law may be preempted even if it

is indirectly or generally applicable.” Id. at 20 (quoting Bower v. EgyptAir Airlines

Co., 731 F.3d 85, 95 (1st Cir. 2013)).

That said, the scope of FAAAA preemption is not unlimited. “State laws whose

effect is only ‘tenuous, remote, or peripheral’ are not preempted.” Id. at 18 (quoting

Rowe, 552 U.S. at 371). In making this determination, district courts in the First

Circuit are to “look[] to the logical effect that a particular scheme has on the delivery

of services or the setting of rates.” N.H. Moto Transp. Ass’n v. Rowe, 448 F.3d 66, 82

n.14 (1st Cir. 2006).

49 U.S.C. § 14501(c)(1)’s second phrase—“with respect to the transportation of

property”—further limits the broad scope of FAAAA preemption. “The scope of

FAAAA preemption would be far broader if it encompassed state statutes that

affected motor carriers in any capacity. Instead, the FAAAA is carefully tailored to

preempt only those statutes that affect a motor carrier's transportation of property.”

Coakley, 769 F.3d at 23. “This excludes, for example, statutes that affect a motor

carrier’s transportation of passengers, statutes that affect a motor carrier’s

transportation of garbage, or, like in Dan’s City [Used Cars, Inc. v. Pelkey, 569 U.S.

251 (2013)], statutes that relate to motor carriers after the transportation of property

has ended.” Id. Other examples include “laws against gambling and prostitution,”

and “state regulation that broadly prohibit certain forms of conduct and affects, say,

truckdrivers, only in their capacity as members of the public (e.g., a prohibition on

smoking in certain places).” Schwann, 813 F.3d at 436 (internal citations and

punctuation omitted) (quoting Morales, 504 U.S. at 390; and Rowe, 552 U.S. at 375).

Ultimately, the First Circuit says, “[e]xactly where the boundary lies between

permissible and impermissible state regulation is not entirely clear,” id. at 437, but

“one must move quite far afield to confidently reach that limit.” Id. at 436 (citing

DiFiore v. Am. Airlines, Inc., 646 F.3d 81, 86-87 (1st Cir. 2011)).

The Court now turns to Count II of Mr. Arsenault’s complaint.

1. Maine Unfair Trade Practices Act

Count II of Mr. Arsenault’s complaint alleges that One Call violated the Maine

Unfair Trade Practices Act (MUTPA), 5 M.R.S. § 205-A et seq., which makes unlawful

“[u]nfair methods of competition and unfair or deceptive acts or practices in the

conduct of any trade or commerce.” 5 M.R.S. § 207. State safety regulation, insurance

requirements, and the intrastate shipment of goods are specifically exempt from this

provision pursuant to 49 U.S.C. 14501(c)(2)-(3).

One Call contends the FAAAA preempts the MUTPA claim because it goes

“directly to the services rendered by a transportation broker and seeks to dictate the

way One Call, as a broker, selects a motor carrier, and [that] imposing liability under

Maine’s Unfair Trade Practices Act has the potential to affect the services of One

Call.” Def.’s Mot. at 7. Thus, One Call avers, “Maine’s Unfair Trade Practices Act

meets the ‘related to’ test, and in this case, it concerns the transportation of property,

as Plaintiff seeks to recover damages from alleged representations regarding the

licensure and insurance status of the motor carrier.” Id. at 7-8.

Mr. Arsenault counters that his “grievances concern primarily the quality and

reliability of the service promised and paid for, not the aspects of service regulation

that the Motor Carrier Act chiefly aims to deregulate to foster competition.” Pl.’s

Opp’n. at 5. Mr. Arsenault also analogizes to Ted’s of Fayville, arguing that

preemption only applies if the law at issue “also concerns a motor carrier’s

transportation of property.” Id. at 6. (quoting Ted’s of Fayville, 452 F. Supp. 3d at 4).

In Mr. Arsenault’s view, “the violation of the Maine Unfair Trade Practices Act

occurred prior to the transportation,” so it “is not centered around the actual

transportation of the tiny home, but rather whether the advertisements and

representations . . . were deceptive and unfair trade practices.” Id. at 7.

One Call distinguishes Ted’s of Fayville because it “dealt with storage fees”

while “the present claims deal with the insurance representations by One Call as they

relate to its carriers.” Def.’s Reply at 5. As a result, One Call says, the present “claims

relate to services provided by One Call, as they involve the representations by One

Call as to the insurance status of its carriers[, which] . . . impacts the way in which

brokers investigate and select transportation carriers.” Id.

While Mr. Arsenault is correct that his MUTPA claim revolves around whether

advertisements and representations were deceptive, not the physical transportation

of his property, he is only right as far as he goes. In interpreting the Airline

Deregulation Act of 1978’s preemption clause, the Supreme Court held that the clause

“stops States from imposing their own substantive standards with respect to rates,

routes, or services, but not from affording relief to a party who claims and proves that

an airline dishonored a term the airline itself stipulated.” Am. Airlines, Inc. v.

Wolens, 513 U.S. 219, 222-23 (1995). The Court continued: “This distinction between

what the State dictates and what the airline itself undertakes confines courts, in

breach-of-contract actions, to the parties’ bargain, with no enlargement or

enhancement based on state laws or policies external to the agreement.” Id. at 233.

Justice Stevens dissented in part, explaining that he disagreed “with the Court’s

disposition of their consumer-fraud claims. In [his] opinion, private tort actions based

on common-law negligence or fraud, or on statutory prohibition against fraud, are not

preempted.” Id. at 235 (Stevens, J., concurring in part and dissenting in part).

Justice Stevens’ dissent underscores the holding of the majority of the Court, namely

that statutory consumer-fraud claims, like the one Mr. Arsenault brings here, are

preempted.4

4 Mr. Arsenault brings a claim under the FAAAA, not the Airline Deregulation Act. This,

however, provides no solace to his position. The FAAAA borrowed its preemption language from the

Airline Deregulation Act. Dan’s City Used Cars, Inc. v. Pelkey, 569 U.S. 251, 256 (2013). Given the

identical language in the statutes—“related to a price, route or service”—the Supreme Court’s

decisions expansively interpreting the parallel language in the Airline Deregulation Act informed its

reading of the FAAAA in Rowe v. New Hampshire Motor Transp. Assn., 552 U.S. 364, 370 (2008).

Dan’s City, 569 U.S. at 260; see Mass. Delivery Ass’n v. Coakley, 769 F.3d 11, 18 (1st Cir. 2014)

(“Congress used the same language as found in the ADA when writing the FAAAA and intended to

incorporate the Morales Court’s ‘broad preemption interpretation.’ As such, the Court has applied the

same sweeping test to the ‘related to’ language in the FAAAA” (internal citations omitted) (quoting

Rowe, 552 U.S. at 370; and discussing Morales v. Trans World Airlines, Inc., 504 U.S. 374 (1992))).

Even so, the First Circuit has concluded that a “court must engage with the

real and logical effects of the state statute, rather than simply assigning it a label.”

Coakley, 769 F.3d at 20; accord Tobin v. Fed. Exp. Corp., 775 F.3d 448, 455-56 (“The

Morales framework ‘does not permit us to develop broad rules concerning whether

certain types of common-law claims are preempted by the ADA’” (quoting Travel All

Over the World, Inc. v. Kingdom of Saudi Arabia, 73 F.3d 1423, 1433 (7th Cir. 1996))).

In other words, courts are to look “to the logical effect that a particular scheme has

on the delivery of services or the setting of rates.” Coakley, 769 F.3d at 21 (citing

Rowe, 448 F.3d at 82 n.14 (1st Cir. 2006), aff’d, 552 U.S. 364 (2008)). Through this

“individualized assessment of the facts underlying each case,” courts can “determine

whether a particular state-law claim will have a forbidden effect.” Tobin, 775 F.3d

at 456 (citing Coakley, 769 F.3d at 20).

While MUTPA does not expressly reference either the price or service of motor

carrier brokers, it still has a connection with both. See Coakley, 769 F.3d at 17-18. If

MUTPA is not preempted in the case at hand, for example, One Call could face

liability for its alleged misrepresentations about whether its motor carriers are

insured and licensed. This potential liability would require One Call to ensure that

any motor carrier whose services One Call brokers is licensed and insured. The

additional due diligence required to corroborate claims about motor carriers’

certifications would markedly change the service the broker is providing from broker

to guarantor. Moreover, it would compel One Call to broker transportation services

with fewer motor carriers. In addition, expanding transportation brokers’

responsibilities and narrowing their range of potential transportation companies

would necessarily affect the price and service of motor carrier brokers. Given these

logical effects, the Court concludes the MUTPA claim has more than a “tenuous,

remote, or peripheral” impact on prices, routes, or services. Rowe, 552 U.S. at 371

(quoting Morales, 504 U.S. at 390); see Am. Airlines, Inc. v. Wolens, 513 U.S. 219, 232-

33 (1995) (preempting plaintiffs’ claims under state-imposed consumer protection

standards).

The remaining question before the Court is thus whether One Call’s alleged

misrepresentations relate to a service of a motor carrier broker “with respect to the

transportation of property.” 49 U.S.C. § 14501(c)(1). The Court concludes that it

does. One Call’s misrepresentation, as Mr. Arsenault has alleged it, was that it would

only contract with motor carriers to transport Mr. Arsenault’s property if they had

the necessary insurance and license. Put differently, One Call’s promise was about

the characteristics of the motor carrier that would transport the property, thus fitting

squarely within the “with respect to transportation of property” requirement. See 49

U.S.C. § 13102(23) (“The term ‘transportation’ includes—(A) a motor vehicle . . . of

any kind related to the movement of passengers or property . . . and (B) services

related to that movement . . .”).

Taken together, the Court concludes Mr. Arsenault’s claim under MUTPA is

preempted by the FAAAA as related to a price and service of a motor carrier broker

with respect to the transportation of property. See 49 U.S.C. § 14501(c)(1). As the

claim is preempted, dismissal is warranted and the Court grants dismissal

accordingly.

2. Negligence5

In his complaint, Mr. Arsenault alleges that One Call owed him implied duties

of care, good faith, and fair dealing, Compl. ¶¶ 23-24, but “breached” them “by hiring

a vendor who permitted unqualified, unlicensed, or uninsured drivers to perform

work on behalf of the Defendant.” Id. ¶ 25. Mr. Arsenault also alleges One Call

breached the duties “by failing to be insured against its loss of [his] Tiny Home.” Id.

¶ 28. Together, the argument goes, these breaches amount to One Call acting

negligently. Id. ¶ 26.

One Call takes issue with Mr. Arsenault saying it acted negligently via its

“agent”; it argues that it “acted solely as the broker arranging transportation of the

goods.” Defs.’ Mot. at 8. Given this, One Call says, “Plaintiff’s allegations of

negligence go directly to the services rendered by a transportation broker and seek to

dictate the way One Call, as a broker, selects a motor carrier.” Id. One Call

represents that “[s]everal Courts throughout the United States have held that

negligence claims against brokers for damage to goods in transit are preempted by 49

U.S.C. § 14501(c)(1).” Id. at 9 (citing Ameriswiss Tech., LLC v. Midway Line of Ill.,

Inc., 888 F. Supp. 2d 197 (D.N.H. 2012) (collecting cases)).

5 In ruling on Count Three, the Court addresses only the preemption issue raised by One Call,

not whether there is a duty of good faith and fair dealing under Maine law outside of contracts

governed by the Maine version of the Uniform Commercial Code or what duty One Call owed Mr.

Arsenault apart from its contractual duties. See McCurtain v. Morrill, CV-05-072, 2007 Me. Super.

LEXIS 96, at *11-12 (Me. Super. May 1, 2007).

In response, Mr. Arsenault insists the term “service” is interpreted so narrowly

that “[n]egligence claims, which operate to impose a general duty of care on market

participants across industries, are sufficiently attenuated from the regulation of

prices, routes, or services in the transportation industry to avoid preemption.” Pl.’s

Opp’n at 4-5 (citing Covenant Imaging, LLC, 2021 U.S. Dist. LEXIS 49000, at *9). He

argues that his “grievances concern primarily the quality and reliability of the service

promised and paid for, not the aspects of service regulation that the Motor Carrier

Act chiefly aims to deregulate to foster competition.” Id. at 5. Therefore, Mr.

Arsenault avers, “these claims are properly within the purview of state law and

should not be dismissed on the grounds of preemption by the Motor Carrier Act.” Id.

at 6.

In support, Mr. Arsenault points to two cases: Complete Coach Works and

Covenant Imaging. Unfortunately for Mr. Arsenault, neither case comports with

what First Circuit caselaw requires. The Complete Coach Works Court concluded

that the “Plaintiff’s negligence and fraud claims merely s[ought] to enforce a normal

duty of care and a duty not to defraud one’s customers[, which] has nothing to do with

the service offerings. . . or the carriers with which it contracts.” Complete Coach

Works, 2011 U.S. Dist. LEXIS 156417, at *4. Pursuant to that conclusion, the

Complete Coach Works Court denied the motion to dismiss, which was based on the

ground of express federal preemption.

Complete Coach Works is readily distinguishable. The holding in that

Northern District of California case is premised on the Ninth Circuit’s narrow

interpretation of the term “service.” See Bower v. EgyptAir Airlines Co., 731 F.3d 85,

94 (1st Cir. 2013) (“Most notably, the Ninth Circuit in Charas [v. Trans World

Airlines, 160 F.3d 1259 (9th Cir. 1998)] narrowly interpreted ‘service’ to track closely

to ‘price’ and ‘route’”). However, the First Circuit, discussing this narrow

interpretation, explicitly stated that it “decline[s] to follow that approach.” Id. As

this district court must follow the law of the First Circuit, the Complete Coach Works

Court’s interpretation premised on a dissonant and restrictive interpretation of

service is of no precedential or persuasive value.

In Covenant Imaging, the other case Mr. Arsenault relies on, the district court

concluded that “negligence claims, which operate to impose a general duty of care on

market participants across industries, are sufficiently attenuated from the regulation

of prices, routes, or services in the transportation industry to avoid preemption.”

Covenant Imaging, 2021 U.S. Dist. LEXIS 49000, at *19.

In the First Circuit, Covenant Imaging suffers a similar flaw to Complete

Coach Works. There, a district court in the Second Circuit developed a broad rule

concerning whether a certain type of common law claim, negligence, was preempted

by the FAAAA. See id. However, the First Circuit has concluded that a “court must

engage with the real and logical effects of the state statute, rather than simply

assigning it a label.” Coakley, 769 F.3d at 20; see also Tobin, 775 F.3d at 455-56 (“The

Morales framework ‘does not permit us to develop broad rules concerning whether

certain types of common-law claims are preempted by the ADA’” (quoting Travel All

Over the World, 73 F.3d at 1433)). Accordingly, a holding instituting a broad rule

about all negligence claims goes against the First Circuit’s interpretation of ADA and

FAAAA preemption law, undermining its persuasive value.6 Instead, following the

First Circuit’s guidance, this Court looks “to the logical effect that a particular scheme

has on the delivery of services or the setting of rates.” Coakley, 769 F.3d at 21 (citing

Rowe, 448 F.3d at 82 n.14). Through this “individualized assessment of the facts

underlying each case,” the Court can “determine whether a particular state-law claim

will have a forbidden effect.” Tobin, 775 F.3d at 456 (citing Coakley, 769 F.3d at 20).

The first of Mr. Arsenault’s allegations is that One Call breached the implied

covenants of care, good faith, and fair dealing “by hiring a vendor who permitted

unqualified, unlicensed, or uninsured drivers to perform work on behalf of the

Defendant.” Compl. ¶ 25. In other words, Mr. Arsenault’s first theory of negligence

is a so-called negligent hiring claim.7 See Robinson v. Cedars Nursing Care Ctr., Inc.,

2012 Me. Super. LEXIS 154 at *7-8 (citing Dexter v. Town of Norway, 1998 ME 195,

¶ 10, 715 A.2d 169); Sebago Land Developers, Inc. v. Crum & Forster, No. 2:23-cv-

00320-JAW, 2024 U.S. Dist. LEXIS 159322, at *26 (D. Me. Sept. 5, 2024).

6 “[I]n addition to cases interpreting the FAAAA, we look to cases interpreting the Airline

Deregulation Act.” Rowe, 448 F.3d at 75.

7 The Court does not address whether the alleged facts support a negligent hiring claim under

Maine law or whether a negligent hiring claim under Maine law extends to a broker’s recommendation

to someone who did the actual hiring because One Call only moves to dismiss on the ground of

preemption.

“The Law Court has recognized negligent hiring as a tort but only in the context of hiring an

independent contractor as stated in section 411 of the Restatement (Second) of Torts.” Robinson, 2012

Me. Super. LEXIS 154 at *7-8 (citing Dexter, 1998 ME 195, ¶ 10); see Sebago Land Developers, 2024

U.S. Dist. LEXIS 159322, at *26. This section of the Restatement contemplates employer liability for

“physical harm to third persons caused by his failure to exercise reasonable care to employ a competent

and careful contractor” in two hiring contexts: if an employer retained the independent contractor “to

do work which will involve a risk of physical harm unless it is skillfully and carefully done” or “to

perform any duty which the employer owes to third persons.” RESTATEMENT (SECOND) OF TORTS § 411

(Am. Law Inst. 1965). Neither theory captures the facts alleged here: a broker’s recommendation to a

customer to hire a transportation company to transport personal property.

The First Circuit has not addressed whether a negligent hiring claim could

avoid FAAAA preemption. For that reason, the Court looks to other authority within

the First Circuit to determine if it is persuasive as applied to the present facts.

In the sole case to address this issue in the First Circuit, Skowron v. C.H.

Robinson Co., 480 F. Supp. 3d 316, 319 (D. Mass. 2020), the district court found that

the plaintiff’s negligent hiring claim was “undoubtedly ‘related to’ [Defendant]’s

services as a transportation broker.” Id. at 321. It reached that conclusion because

the claim derived from the broker’s “choice of a motor carrier, ‘an action which

indisputably is a “bargained-for or anticipated provision of labor” from a

[transportation] broker.’” Id. (modification in original) (cleaned up). The Skowron

Court also concluded the claim “indisputably concern[ed] the transportation of

property” because it was premised on the broker’s service of arranging to move the

plaintiff’s property, “an action which fits squarely within the FAAAA’s definition of

‘transportation.’” Id.

The Court finds Skowron’s reasoning persuasive and concludes that One Call’s

selection of a motor carrier to move Mr. Arsenault’s Tiny House is both related to

their service as a transportation broker and concerns the transportation of his

property. Id.8 Having concluded that Mr. Arsenault’s negligent hiring claim is

8 District courts in other circuits have drawn the same conclusions. See also Finley v. Dyer, No.

18-78, 2018 U.S. Dist. LEXIS 182482, at *12-13 (N.D. Miss. Oct. 24, 2018) (finding a claim related to

selection of freight carrier to be preempted); Creagan v. Wal-Mart Transp., LLC, 354 F. Supp. 3d 808,

813 (N.D. Ohio 2018) (finding a broker’s alleged negligence in its choice of motor carrier to be

preempted).

related to a broker service and concerns the transportation of property, FAAAA

preemption applies unless one of the FAAAA’s preemption exceptions applies.

Potentially relevant here is 49 U.S.C. § 14501(c)(2)(A), which states that the

FAAAA’s general rule of preemption “shall not restrict the safety regulatory authority

of a State with respect to motor vehicles . . . or the authority of a State to regulate

motor carriers with regard to minimum amounts of financial responsibility relating

to insurance requirements and self-insurance authorization.”

Facing this very question, the Skowron Court wrote:

“Historically, common law liability has formed the bedrock of state

regulation, and common law tort claims have been described as a critical

component of the States’ traditional ability to protect the health and

safety of their citizens.” See Finley, 2018 WL 5284616, at *6 (citations

and internal quotation marks omitted). Negligent hiring claims are part

of this bedrock, and as applied against transportation brokers, they help

to protect citizens from injuries caused by motor vehicles. The

imposition of liability ensures that a transportation broker exercises

reasonable care in hiring an agent to operate a motor vehicle, i.e., that

it does not arrange for a dangerous motor carrier to operate on

highways.

Skowron, 480 F. Supp. 3d at 321-22 (citing Finley, 2018 U.S. Dist. LEXIS 182482, at

*14-16; and Owens v. Anthony, No. 11-0033, 2011 U.S. Dist. LEXIS 139961, at *11

(M.D. Tenn. Dec. 6, 2011)). Based on this reasoning, the Skowron Court concluded

that the common law of negligence underpinning the plaintiff’s negligent hiring claim

against a transportation broker was “genuinely responsive to safety concerns

respecting motor vehicles and thus falls within the safety regulatory authority of the

states.” Id. at 321.

The Court also finds this analysis persuasive. One Call arranged for a third

party to pick up Mr. Arsenault’s house and deliver it to his Maine address. This third

party, Yaniel, necessarily would have had to drive on Maine roads, and Maine has an

interest in regulating who drives on its roads, how they do so, and what they drive.

Maine, like other states, defends that interest through its traditional state police

power over safety; this extends to creating liability for tortious behavior. This in

general bears the requisite connection with motor vehicle safety regulation.

However, even if the state has a safety interest in the operation of common

carriers within its boundaries, to determine whether a negligent hiring claim would

survive preemption, the Court must still examine the complaint to determine the

relationship, if any, of the specific allegations of negligence with the safety exception.

Mr. Arsenault makes three allegations of negligent conduct by One Call: (1) that One

Call breached its duty of due care “by hiring a vendor who permitted unqualified,

unlicensed, or uninsured drivers to perform work on behalf of [One Call],” (2) that

One Call “directly or through its agents, breached that duty of care by causing the

Plaintiff’s home to be damaged during its transport,” and (3) that One Call “breached

its duties of care, good faith, and fair dealing by failing to be insured against its loss

of Plaintiff’s Tiny Home.” Compl. ¶¶ 25, 27, 28.

Although a court ruling on a motion to dismiss is required to accept the

allegations in a complaint, the Court is troubled by some of the language in Mr.

Arsenault’s allegations. First, Mr. Arsenault avers that One Call “hir[ed] a vendor,”

but the Contract between Mr. Arsenault and One Call makes it clear that Mr.

Arsenault, not One Call, hired the transportation company, Yaniel. Second, Mr.

Arsenault claims that Yaniel was “perform[ing] work on behalf of [One Call].”

However, the other allegations in the complaint confirm that while Yaniel was

identified by One Call, it was working for the customer, Mr. Arsenault. Third, Mr.

Arsenault alleges that One Call caused the Plaintiff’s Tiny Home to be damaged, but

there is no allegation that One Call had anything to do with the actual transport.

The only basis for liability on this allegation is that because One Call brokered the

transport, Yaniel became One Call’s agent for purposes of carrying out the

transportation, a proposition that the Court views with skepticism. Finally, Mr.

Arsenault alleges that One Call should have carried insurance that would have paid

him for losses caused by Yaniel, again a dubious proposition. Thus, the Court is

concerned about the support Mr. Arsenault could present to justify the allegations in

the negligence count of the complaint. Boiled down, these factual allegations may be

grounded on assertions of law that the Court is not required to accept as true.

Nevertheless, the Court’s job in evaluating the motion to dismiss is narrow,

and the Court concludes that it would be wiser to accept these mixed allegations of

fact and law and allow Count III to proceed forward, subject to further development

by the parties. Thus, for example, the allegation that Yaniel had unqualified,

unlicensed, uninsured drivers, if true, fits squarely within the state of Maine’s

interest in providing for the safety of people on its roads and, thus, an exception to

preemption sufficient to dismiss the motion on Count III. Whether the law allows

Mr. Arsenault to make a claim against One Call for Yaniel’s deficiencies is not raised

by the motion and is better left for another day.

Absent that, the Court is unable to determine whether the claim would be

preempted by the FAAAA. This is particularly true in the First Circuit, where the

“court must engage with the real and logical effects of the state statute, rather than

simply assigning it a label.” Coakley, 769 F.3d at 20; see also Tobin v. Fed. Express

Corp., 775 F.3d at 455-56 (“The Morales framework ‘does not permit us to develop

broad rules concerning whether certain types of common-law claims are preempted

by the ADA’” (quoting Travel All Over, 73 F.3d at 1433)). As “Congress’ clear purpose

in § 14501(c)(2)(A) is to ensure that its preemption of States’ economic authority over

motor carriers of property, § 14501(c)(1), ‘not restrict’ the preexisting and traditional

state police power over safety,” the Court concludes Mr. Arsenault’s negligent hiring

claim against One Call is not necessarily preempted by the FAAAA, based on the

allegations of the complaint that the Court has accepted as true. City of Columbus v.

Ours Garage & Wrecker Serv., Inc., 536 U.S. 424, 439 (2002); cf. Miller v. C.H.

Robinson Worldwide, Inc., 976 F.3d 1016, 1026-31 (9th Cir. 2020); (“We hold that

negligence claims against brokers, to the extent that they arise out of motor vehicle

accidents, have the requite ‘connection with’ motor vehicles. Therefore, the safety

exception applies”); but see Aspen Am. Ins. Co. v. Landstar Ranger, Inc., 65 F.4th

1261, 1270-72 (11th Cir. 2023) (finding “a mere indirect connection between state

regulations and motor vehicles will not invoke the FAAAA’s safety exception”).

Consequently, the Court dismisses without prejudice One Call’s motion to

dismiss for failure to state a claim in Count Three of the complaint on the preemption

issue only.

VI. CONCLUSION

The Court grants in part and dismisses in part One Call Logistic LLC’s Motion

to Dismiss for Failure to State a Claim (ECF No. 4).

The Court GRANTS the motion as to Mr. Arsenault’s Count One, the breach of

contract claim, and Count Two, Maine Unfair Trade Practices Act claim, and

dismisses Counts One and Two. The Court DISMISSES without prejudice the motion

as to Count Three, the negligent hiring claim.

SO ORDERED.

/s/ John A. Woodcock, Jr.

JOHN A. WOODCOCK, JR.

UNITED STATES DISTRICT JUDGE

Dated this 10th day of September, 2024